The film centers around Simba and Nala's daughter, Kiara, who falls in love with Kovu, a male lion who was raised in a pride of Scar's followers and Simba's enemies, the Outsiders. Desperate to be together, they must overcome the two obstacles that are keeping them apart: Kovu's mother, Zira, and Simba's prejudices against the Outsiders. It also centers around Simba's father-daughter relationship with Kiara, who has a desire for taking care of herself and being on her own, under her father's protection.

Discussion began about the possibility of a sequel to The Lion King before the first film even hit theaters.[1] Most of the original cast reprised their roles from the first film, apart from Rowan Atkinson, who was replaced by Edward Hibbert as the voice of Zazu in this film and its follow-up/predecessor The Lion King 1½, and Madge Sinclair, who was the voice of Simba's mother Sarabi in the first film, but died in 1995 after the release of the first film. Her character was written out and does not appear.